Closing Date Transactions. On the Closing Date and immediately prior to or concurrently with the making of the Loans, the transactions (other than the making of the Loans) intended to be consummated on the Closing Date will have been consummated in accordance with all applicable laws. On or prior to the Closing Date, all consents and approvals of, and filings and registrations with, and all other actions by, any Person required in order to make or consummate such transactions have been obtained, given, filed or taken and are in full force and effect.
Closing Date Transactions. On the Closing Date, subject to the satisfaction of the terms and conditions herein:
(a) The Parties shall execute and deliver the Assignment Agreement;
(b) Purchaser shall remit to Seller the Purchase Price; and
(c) Ownership of the Current Excess Servicing Spread shall be transferred to Purchaser.
Closing Date Transactions. On the Closing Date, the following transaction shall occur:
(a) Borrower, the Lenders, Collateral Agent and Administrative Agent shall enter into each of the Loan Documents to which it is a party;
(b) Borrower, Facility Lessee and each of the Project Parties shall enter into each of the Project Documents to which it is a party;
(c) The Principals shall have contributed to Borrower cash equity in an amount not less than Borrower’s Initial Equity Requirement and such funds shall have either (i) been disbursed in payment of Project Costs, as evidenced to the satisfaction of Administrative Agent, or (ii) deposited with Collateral Agent for disbursement in payment of Project Costs;
(d) Facility Lessee shall make the Facility Lessee Project Cost Advance to Collateral Agent;
(e) Lenders shall make the Initial Advance hereunder and under the Other Loan Documents, if applicable, to Collateral Agent;
(f) EDC shall have conveyed the Land to Borrower pursuant to the EDC Deed and Collateral Agent shall then disburse to EDC the balance of the monies due to the seller under the Contract of Sale;
(g) Borrower shall have leased the Property to Facility Lessee pursuant to the Facility Lease;
(h) Collateral Agent shall make, as directed by Borrower, such other payments as are then due from the proceeds of the Initial Advance and Facility Lessee Project Cost Advance in accordance with this Agreement; and
(i) Borrower shall pay to Administrative Agent and each Lender all fees and reimbursement of expenses due hereunder.
Closing Date Transactions. On each Closing Date, subject to the satisfaction of the terms and conditions herein:
(a) Seller shall execute and deliver an Assignment Agreement with respect to the applicable Sold Percentage of the Excess MSRs on the related Mortgage Loans;
(b) Seller shall deposit into the Reserve Account the amount, if any, necessary to make the amount on deposit therein equal to the Required Reserve Amount for such Closing Date: and
(c) Purchaser shall remit to Seller the applicable Purchase Price by wire transfer of immediately available funds to the account designated by Seller.
Closing Date Transactions. In each case substantially contemporaneous with the execution of this Agreement or immediately thereafter (i) the Closing Date Acquisition shall have been consummated in accordance with the terms of the Closing Date Acquisition Agreement in all material respects and (ii) the funding of incremental term loans under the Term Loan Agreement shall have occurred.
Closing Date Transactions. On the Closing Date and ------------------------- immediately prior to or concurrently with the making of the Loans, the transactions (other than the making of the Loans) intended to be consummated on the Closing Date will have been consummated in accordance with all applicable laws. On or prior to the Closing Date, all consents and approvals of, and filings and registrations with, and all other actions by, any Person required in order to make or consummate such transactions have been obtained, given, filed or taken and are in full force and effect, other than those the failure of which to obtain would not reasonably be expected to have a Material Adverse Effect.
Closing Date Transactions. The Transactions shall have been consummated on the Closing Date or shall be consummated substantially concurrently with the funding of the Term Loans on the Closing Date.
Closing Date Transactions. Subject to the conditions set forth in Article 6 (Conditions), the parties hereto covenant and agree that on the Closing Date the following shall occur simultaneously:
Closing Date Transactions. Parent shall not cause to be made any extraordinary transaction or event on the Closing Date that would result in any increased Tax liability for which the Company Stockholders would be liable as additional Taxes.
Closing Date Transactions. 5 2.2.1 LLC Agreement...................................................................5 2.2.2 Capital Contributions...........................................................5 2.2.3 Issuance of LLC Interests.......................................................5 2.3
